**23. Conditions Precedent.** Lessor shall not be obligated to accept and execute this Lease
and thereby lease the Aircraft to Lessee hereunder unless: 

 a. Resolution of Lessee. Lessor shall have received a copy of resolutions
of the Board of Directors of Lessee certified by the Secretary or Assistant Secretary of Lessee as of the date of execution hereof by Lessee or other evidence of corporate authority acceptable to Lessor, authorizing the execution, delivery and
performance by Lessee of this Lease. 

 b. Insurance. Lessor shall have received evidence satisfactory to it as to the due compliance
by Lessee with the provisions regarding insurance contained in Section 9 hereof. 

 c. Lessor’s Title. Lessor shall have
received good and marketable title to the Aircraft, free and clear of any Liens and all filings, recordings and other actions that are necessary or desirable in order to establish, protect and preserve Lessor’s title to and ownership of the
Aircraft shall have been duly effected, including, without limitation, the receipt by Lessor of a duly completed, executed and delivered FAA Bill of Sale. In addition, Lessor shall have received evidence satisfactory to it that, immediately prior to
the transfer of the title to the Aircraft to Lessor by the seller thereof, such seller has good and marketable title to the Aircraft. The International Interest created hereby in the Aircraft pursuant to the provisions of the Cape Town Convention
shall be registered with the International Registry, and Lessee hereby consents to such registration and authorizes Lessor to effect all such registrations with the International Registry. No International Interest created in favor of Lessor shall
be discharged without the prior written consent of Lessor. 

 d. Airworthiness Certificate. Lessor shall have received a copy of the
FAA airworthiness certificate for the Aircraft. 

  


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